Title to Purchased Property. Except as set forth on Schedule 5.13. Seller has good and valid title to, or a valid leasehold interest in, the Purchased Property, free and clear of all Liens. Such Purchased Property, taken as a whole, are free from any material defects, have been maintained in accordance with normal industry practice and are in good operating condition and repair (subject to normal wear and tear). The Purchased Property is sufficient for the continued operation of the Focus Factor Business after the Closing in substantially the same manner as conducted prior to the Closing and constitute all of the rights, property and assets used in or necessary to conduct the Focus Factor Business. None of the Excluded Seller Assets are material to the Focus Factor Business.
Title to Purchased Property. Seller owns all of the right, title and interest in and to all of the Purchased Property free and clear of restrictions on or conditions to transfer or assignment and free and clear of all mortgages, liens, charges, pledges, claims, encumbrances, restrictions and security interest of any nature whatsoever, other than those listed on Exhibit 2(A). On the Closing Date, the Purchased Property shall be free and clear of restrictions on or conditions to transfer or assignment, and free and clear of all mortgages, liens, charges, pledges, claims, encumbrances and security interests, except only those liens listed on Exhibit 2(A) hereto, if any. On the Closing Date, the Purchased Property shall constitute all of the assets used in the Company's business or necessary for the continuance of the Company's business as currently conducted.
Title to Purchased Property. The Seller and each Relevant Affiliate owns or has a valid leasehold interest in or other right to use, good and valid title to (or, if applicable, a valid leasehold interest in, or other right to use), the applicable Purchased Property, free and clear of all Liens (other than any Permitted Lien).
Title to Purchased Property. The Seller owns all of the rights, title and interest in and to all of the Purchased Property free and clear of restrictions on, or conditions to transfer or assignment, and free and clear of all mortgages, liens, charges, pledges, claims, encumbrances, restrictions and security interest of any nature whatsoever other than those listed on Exhibit 15, attached hereto and made a part hereof. On the Closing Date, all of the Purchased Property shall be free and clear of restrictions on, or conditions to transfer or assignment, and free and clear of all mortgages, liens, charges, pledges, claims, encumbrances and security interests, except only those liens listed on Exhibit 14 hereto, if any.
Title to Purchased Property. Seller owns all of the rights, title and interest in and to all of the Purchased Assets free and clear of restrictions on, or conditions to transfer or assignment and free and clear of all material mortgages, liens, charges, pledges, claims, encumbrances, restrictions and security interest of any nature whatsoever other than the bank liens on certain pieces of machinery which will be paid in full at, or prior to, the Closing. On the Closing Date, all of the Purchased Assets shall be free and clear of restrictions on, or conditions to transfer or assignment, and free and clear of all material mortgages, liens, charges, pledges, claims, encumbrances and security interests, except as otherwise agreed by the parties.
Title to Purchased Property. The Seller has and will transfer to FB upon execution of this Agreement good and marketable title to all of the Purchased Property, which are being sold to FB under this Agreement, free and clear of all liens, claims, mortgages, judgments, charges, encumbrances, restrictions or security interests. Seller is not a party to any contract or obligation whereby there has been granted to anyone an absolute or contingent right to purchase, obtain or acquire any rights in the Purchased Property. No rights or licenses of any kind respecting the Purchased Property have been granted to any third party.
Title to Purchased Property. Seller ___________________________ represents that the only creditors that have a material security interest, lien or other interest in or encumbrances on any of the Purchased Property are the Bondholders listed on Schedule 9.1.8-1 (the "Bondholders"). Set forth on Schedule 9.1.8-2 is the address and a general description of each item of Real Property included in the Purchased Property. Seller has title to all of the Purchased Property (except for the Real Property Interests or other interests that
Title to Purchased Property. Seller owns all the right, title and interests in and to all the purchased property free and clear of all liens, charges, encumbrances or title defects of any nature whatsoever, including, without limitation, patent or intellectual rights or other proprietary fights infringement.
